AGM Details

The 17th AGM of DMR Engineering Limited is scheduled to be held on Tuesday, June 30, 2026, at 11:30 a.m. IST through Video Conferencing (VC) / Other Audio Visual Means (OAVM).

Voting Information

The company has provided a remote e-voting facility for all resolutions. The cut-off date for determining members eligible to vote is Monday, June 22, 2026.

  • Remote e-voting period: Commences at 09:00 a.m. IST on Saturday, June 27, 2026, and ends at 5:00 p.m. IST on Monday, June 29, 2026.
  • The e-voting service is managed by National Securities Depository Limited (NSDL).
  • Members who vote via remote e-voting can attend the AGM but cannot vote again during the meeting.

Business to be Transacted

Ordinary Business

1. Adoption of Financial Statements: To consider and adopt the Audited Standalone and Consolidated Financial Statements for the financial year ended March 31, 2026, along with the Reports of the Board of Directors and Auditors.

  • Resolution Type: Ordinary Resolution

2. Declaration of Dividend: To declare a final dividend of ₹0.14 per equity share (face value ₹10 each) for FY 2025-26.

  • The dividend is recommended by the Board of Directors.
  • It will be paid to members registered as of the record date, Monday, June 22, 2026.
  • Dividend will be paid within 30 days of AGM approval via electronic modes.
  • Resolution Type: Ordinary Resolution
Special Business

3. Appointment of Mr. Divay Mittal as Whole-time Director (Executive Director):

  • DIN: 07772688
  • Tenure: 5 years, from May 09, 2026, to May 08, 2031.
  • Remuneration: ₹200,000 per month, plus allowances, PF, perquisites, and gratuity.
  • He is not liable to retire by rotation.
  • Resolution Type: Special Resolution

4. Appointment of Mr. Arvind Bhat as Whole-time Director (Executive Director):

  • DIN: 08194278
  • Tenure: 2 years, from May 09, 2026, to May 08, 2028.
  • Remuneration: ₹50,000 per month, plus allowances, PF, perquisites, and gratuity.
  • He is liable to retire by rotation.
  • Resolution Type: Special Resolution

5. Appointment of Mr. Man Mohan Madan as Non-Executive Director:

  • DIN: 03244335
  • Tenure: 2 years, from February 28, 2026, to February 27, 2028.
  • Remuneration will be via sitting fees applicable to other directors.
  • He is liable to retire by rotation.
  • Resolution Type: Ordinary Resolution

6. Re-appointment of Mrs. Rachana Agrawal as Non-Executive Independent Director:

  • DIN: 09336019
  • Tenure: 5 years, from September 30, 2026, to September 29, 2031.
  • Remuneration will be via sitting fees applicable to other directors.
  • She is not liable to retire by rotation.
  • Resolution Type: Special Resolution

7. Amendment to Memorandum of Association (MOA): To alter the Object Clause (Clause III(A)) by inserting new sub-clauses to enable the company to undertake:

  • Engineering Consulting and EPC Services.
  • Power Trading Services, including cross-border trade.
  • RE Power Generation / Energy Storage / Transmission businesses.
  • Resolution Type: Special Resolution

8. Approval for Material Related Party Transactions (RPT) with DM Consulting Engineers Private Limited:

  • DM Consulting is a subsidiary of DMR Engineering.
  • The company will avail technical services from and render services to DM Consulting.
  • The aggregate value of all transactions for FY 2026-27 shall not exceed ₹2 Crore.
  • The transaction is stated to be at arm's length and in the ordinary course of business.
  • Resolution Type: Ordinary Resolution

9. Approval for Payment of Managerial Remuneration in Excess of Prescribed Limits:

  • Seeks member consent for total managerial remuneration for FY 2026-27 to potentially exceed 11% of net profits, as computed u/s 198 of the Companies Act, 2013, subject to Schedule V compliance.
  • Resolution Type: Special Resolution

Financial Performance Context (From Explanatory Statement)

The document provides a summary of financial performance for context regarding director appointments:

| Particulars (₹ Lakhs) | FY 2025-26 | FY 2024-25 | FY 2023-24 |

| Revenue from Operations | 1,025.80 | 1,046.85 | 702.14 |

| Total Revenue | 1,056.06 | 1,079.81 | 736.35 |

| Profit Before Tax | 129.90 | 221.24 | 206.77 |

| Profit/(Loss) for the period | 95.63 | 170.59 | 154.45 |

Other Key Information

  • The company's Registered Office is at 473, Sector-30, Faridabad, Haryana, India 121003.
  • The Company Secretary and Compliance Officer is Mr. Ravinder Kumar Bhatia.
  • The Registrar & Share Transfer Agent (RTA) is Skyline Financial Services Private Limited.
  • The Scrutinizer appointed for the e-voting process is Mr. Dilip Kumar Swarnkar, Practicing Company Secretary.
  • The full Annual Report and AGM Notice are available on the company's website: www.dmrengineering.net.